A far reaching program aimed at increasing our understanding of human learning and memory is planned. The main question is how cognition affects the input, storage, and retrieval of information from memory. At the point of learning, interest centers on cognitive operations or strategies used by adults to elaborate, encode, assimilate and make memorable the material to be learned, using their powers of imagery and linguistic predication to assimilate the material to previous knowledge or to embed it into a mnemonic context. A second central issue concerns the functional representation in cognition of the knowledge available to a person after particular learning experiences: Do picture-grammars represent the information-structures of memory images? Do connected graph-structures represent semantic relations and new predications at the level of syntactic deep-structure? Do hierarchically-directed graph-structures provide a useful representation of serially linked chunks? How are we to represent the fact that the person has a variety of knowledge about his knowledge - that he can estimate what he knows, that he can estimate the time when an event occurred or how often it has occurred? A third concern is with memory retrieval processes, particularly those described as "reconstructive searches", which may be characterized as heuristic problem-solving by the generation of associative-cues, guided by an overall strategy and target direction. A variety of specific experiments with intelligent adults aimed at one or another of these broad topics are planned.